Or should I say: First an earlier project that Hall was going to helm -- one built around a talking steam train -- got derailed.

"This must have been June or July of 2009. I was just finishing up directing 'Tinker Bell and the Lost Treasure.' And John Lasseter
asked me what I wanted to do next," Klay remembered. "As it turns out,
John and I are both big train buffs. So for a while there, we knocked
around an idea for a movie that would kind of built off of the steam
train from 'Dumbo.' Where
this train would transport animals that could talk, and you'd only see
the people who ran this steam train in shadow. It was a fun sounding
concept, but the overall story never really jelled. So our steam train
movie idea eventually wound up getting shelved."

Klay Hall on one of his many "Planes" research field trips. Copyright DisneyEnterprises, Inc. All rights reserved

Still, Lasseter had so enjoyed doing story development with Hall that he immediately offered this CalArts alumni another project.

"John said, 'We're thinking of doing this movie which is set in the world above 'Cars.' Something that involves planes,' " Klay continued. "And for someone like me -- who grew up in Dayton, Ohio, the birthplace of flight
-- who had a father that flew and a grandfather that flew, to be
offered the opportunity to direct a film like this was a dream come
true."

Which isn't to say that -- during the four years that Hall worked with the story artists and animators at Disneytoon Studios on "Planes" -- this production team didn't experience a few nightmarish moments.

Copyright Disney Enterprises, Inc. All rights reserved

"When the people at Pixar were developing 'Cars,'
at least they were working with vehicles that could easily be
transformed into appealing characters. You just put the mouth where the
car's bumper & grill are, the eyes where the windshield is, and
you've then got a character that an audience can immediately relate to,"
Klay explained. "But when you try and do the same thing with a plane,
you suddenly run into all sorts of weird design challenges. Given that
the windscreens on airplanes are so much smaller than the windshields on
cars, proper eye placement becomes a problem. And then there are all
of these issues related to the propeller. Where do you place your
character's mouth so that they can then talk without the propeller
getting in the way."

Well, it took a little doing. But Hall and his "Planes"
production team did eventually come up with an appealing aerodynamic
cast for this animated feature. But then the question became, who would
Disney recruit to come voice this new set of characters?

"Me personally, I've always been a huge fan of stand-up comedy. And I
was kind of hoping that we'd be able to get some of those guys to come
do voice work on Planes. But never in my wildest dreams did I think that we'd be able to get stand-up comedians of the caliber of Dane Cook, Brad Garrett, Cedric the Entertainer, Gabriel Iglesias and Sinbad," Klay enthused. "And on top of that, to get the chance to work with Julia Louis-Dreyfus and John Cleese, it just doesn't get any better than that."

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But that said, were you to ask Hall if there was one specific piece
of vocal casting on this project that he was most proud of, this veteran
animation director would immediately point to Echo & Bravo, the two
F-18s that Dusty (i.e. the single-propeller crop-duster who serves as
"Planes" central character) winds up befriending over the course of this
movie.

"When these two fighter jet characters were initially proposed for
this new animated feature, I said 'Wouldn't it be great if we could get Anthony Edwards and Val Kilmer -- the actors who played navy pilots Goose and Iceman in 'Top Gun'
-- to come voice Echo and Bravo?,' " Klay stated. "And as it turned
out, Anthony and Val were not only available but were very enthusiastic
about getting the chance to do this cameo in 'Planes.' "

Kilmer confirmed this in a comment to me: "Anthony and I were such
great rivals in 'Top Gun,' we always had so much fun on set. And I've
always thought so highly of Anthony, especially with his success on 'ER.' So it was really great to find out that we would work together again on 'Planes.' "

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And Anthony echoed Val's statement (which is entirely appropriate. Given that Edwards voices the character of Echo, a McDonnell Douglas F/A-18 Hornet, in "Planes"): "When you think of movies with planes, 'Top Gun' usually comes up. It is fun to be part of this film [Planes]
as an old trusted hand who will help protect our hero, our naval
aviators are some of the best pilots In the world. Val and I are lucky
enough to get to play them twice!"

And to have this "Top Gun" reunion happening just weeks after the 3D IMAX version of this Tony Scott film hit theaters (not to mention being released on Blu-ray & Blu-ray 3D) is just icing on the cake for Hall.

"I mean, who's not a 'Top Gun' fan ?" Klay concluded. "When you
see these F-18s flying together in our movie and you get to hear Val
and Anthony's voices again, it's really going to take your breath away."

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And if you'd like to check out even more members of the cast of this
Disneytoon Studios production, check out this Huffington Post /
Movieline exclusive: The world premiere of the "Planes" poster.